Powerpuff Girls Z: Black Ray Asylum
by Phantom Fan 21
Summary: The Powerpuff Girls Z has caught HIM and took him to Home for Black Rays Criminals or Black Ray Asylum for short. But then HIM gets loose and the only place is throw into chaos. They girls must stop him and figure out out what this "Titian" is. Base off of Batman Arkham Asylum.
1. Welcome to the Madhouse

_"All units, head for New Townville Hall,"_ a voice said over a police feed.

 _"HIM has been apprehended, Powerpuff Girls Z is on route for Asylum Island,"_ said a second voice.

In the middle of the sky, three blur race over cars, ambulances and police blurs were three teenage girls. One girl was wearing a pink pink swimsuit with a skirt, with black finger-less gloves, pink shoes, and a pink vest that had a heart on the back and a "P" on the front. The second girl was wearing the same thing, only light blue. The third girl was wearing the same as the other two, only green and her vest was yellow.

Their are Momoko, Miyako and Kaoru or better know as Hyper Blossom, Rolling Bubbles and Powered Buttercup.

In in Blossom's hand, bound in ice handcuffs, was a bizarre-looking with tan-like skin color, crab claws for hands, a jester hat, a red tunic with a heart shape broach and wears stripping socks with one being black and white and the other red and black, with Mary Jane shoes.

"You girls ready must like me to give me a ride." muttered HIM, before he giggled a little.

 _'Oh, please!'_ Blossom thought, rolling her eyes.

The Powerpuff Girls Z flew into the center of a deep forest, toward an old factory that had been converted into an insane asylum. It was known as Home for Black Rays Criminals or Black Ray Asylum for short

* * *

A few moments later, the girls had HIM on his knees in front of a pair of huge high-tech metal doors, which grinded and smoothly slid open for the heroines and their captive. Blossom pushed the god-like forward before advancing forward into the building with her friends following behind her. Once inside, a group of guards walked forward with one REALLY rounded man taking up the front.

"OH, LOOKIE WHO IT IS! MY OLD PAL, WARDEN IDIOT!" laughed HIM. "Love what you've done with the place!"

"That's Warden Sharp to you!" snapped Warden Erin Sharp, his bulk making him look intimidating "Officer Holes!"

A burly man walked forward. HIM smirked at him as he approached.

"Hiya, Holy! How's the wife and kids? Did you miss me?" asked HIM, before Officer Holes grabbed him by the suit collar.

"Quiet, freak! There's a lot of people here who really want to have a word with you," snarled Holes before he and several other guards led HIM to a gurney.

"Seriously? I got two legs that ain't broke, you know," said HIM as the guards fastened the cuffs on the gurney to his ankles and wrists with ice. "Now, now, not so tight, you'll crease the suit!"

As HIM gave another giggle, Warden Sharp gave HIM a look of the utmost disgust. "Get that filthy degenerate out of here!" he barked.

"There, he back were he belongs, mission accomplished." Buttercup said, glad to see that joker on ice.

"Can we go home now?" Bubbles asked, getting a little scary of the place.

"Warden, something doesn't feel right about this... I'm going with him," Blossom said, her voice had a soft growl in it.

The other two was shock and watch as their friend walk in the Asylum and follow after her. Blossom walked with the guards as a way to ensure that HIM didn't get a chance to escape. As they walked they passed by several monsters that HIM had made with his black powder, cheering him on. "Hey, look it's HIM!" "It's the boss!" "HIM! HIM! HIM!"

"Shut up and keep moving!" yelled a Factory Guard.

And, of course, HIM had his own two bits to put in.

"I'm telling you, the state of the wiring in those federal penitentiaries is just downright shocking! My boys could've been hurt in that... _unfortunate_ fire," commented HIM.

Before long, they had reached a platform that lead to an elevator shaft, and were held up by a couple of doctors.

"Just need to check your prisoner, Officer Holes," said a doctor.

"Yeah, yeah, yeah, just be quick about it," grumbled Officer Holes.

"Only following procedure!" said the doctor, sounding a bit offended.

As the doctor looked over HIM, the devious lunatic almost made the doctor shit himself when he shouted "BOO!" and had a fit of giggles.

"Need to take my temperature? Because this ice had made me cool." HIM joke.

"Well, he's in good shape! Get him the hell outta here!" said the doctor.

With that, the voyage continued. But, the group had only gone a few steps when a dinging came on.

 _"Alert in Intensive Treatment. Category Nine patient in transit. Pacification system active. Shoot-to-kill permissions granted,"_ said an automated female voice.

Suddenly, the atmosphere got very, very tense. "You heard the lady! We've got another psycho on the way!" barked one of the guards.

"Hey, Girls, can you feel the excitement in the air? No? Must be one of the guards, then," HIM asked then said.

As the elevator brakes squealed to a stop, The girls heard some very familiar growling noises... and it made Bubbles really scare. What emerged was a being that was neither human nor any kind of creature known to earth. Standing roughly 6'00" tall the being known only as Croc Hunter stood before them.

"Easy there… he looks angry." One guard said as Croc Hunter sniffed the air and growled. He then noticed a shakily Bubbles and growled before turning to her.

"What's he doing?" Another guard ask.

"I have you ssscent Rolling Bubbles. I will hunt you down. GGGRRRRAAAAGGGGGGHHHHHH!" snarled Croc as a shock from the collar he was wearing prevented him from doing much of anything aside from threatening the blue powerpuff.

Both Blossom and Buttercup stood in front of of Bubbles, protectively. None of the three could forget the first time they met Croc Hunter. It was also the day Bubble became scare of Croc.

"Get that animal under control!" yelled a Guard as the collar finished shocking Croc.

"A toy collar won't stop me from killing you, Rolling Bubbles and you two friends will follow!" snarled Croc.

"Try it scale brains!" Buttercup challenged.

Croc leered at the green heroine, before apparently deciding she wasn't worth it at the moment. As he lumbered off, Croc Hunter grumbled something that sounded like, "I'm gonna rip those color girls apart and eat their bones..."

Once Croc Hunter was well out of sight, HIM decided to speak up.

"That reminds me, I really need to get me some new shoes," he said.

This remark actually got a few chuckles from the Guards and maybe an inkling of a smile from Bubbles.

With the elevator now available, the transport crew entered and began to descend into the depths of the Factory.

"Whee! Great night for a party!" HIM cheered.

"Not where you're going," Blossom said, glaring at HIM.

HIM chuckled.

"Oh, the night is still young, Blossom. I've still got a trick or two up my sleeve... I mean, did it ever occur to you how strange it was that a fire at New Townville Jail caused hundreds of my faithful monster to be moved here?" he ask.

"I thought I told you to shut up!" yelled Officer Holes.

HIM chuckled once again.

"Oh, Holy, Holy, you _really_ should learn to keep that fat mouth of yours shut. It'll get you into trouble," he growled.

Buttercup frowned. She was started to see why Blossom was bothering about HIM's capture... not that she was complaining about how she caught they jester, but it was just too easy this time... she could only think of three possibilities. A, They was just that damn good... true, but not likely. B, HIM was losing his touch... still not likely. Or C, he was after something else... but, what?

"Tell me something. You've never let us catch you this easily. What are you _really_ after?" Buttercup asked.

"Oh, nothing much, just hundreds dying in pain and fear, all of their meaningless lives brought to a horrifying conclusion, thanks to you and a book of matches... was that the answer you wanted?" asked HIM.

Before Buttercup could press further, however, the lights in the elevator went out, throwing everyone into complete darkness while HIM laughed his head off.

"What's going on?"

"Get a flashlight!"

"Someone get a light on him!"

But, when the lights came back on, it turned out that Buttercup had the situation, and HIM's neck, well in hand.

"What? Don't you trust me?" choked HIM.

"Buttercup let him go." Blossom said.

Buttercup slammed HIM head back against the gurney as the elevator slowed to a halt.

"Our... _guest_... has arrived."

As the elevator doors opened, the entourage entered the primary part of the Intensive Treatment Wing. As the guards wheeled HIM away, the girls caught sight of an older man wearing a white lad coat, with black shoes and black hair that was pointed in one direction.

"Another long night, Professor?" Blossom asked, approaching the man.

Professor looked up from the paperwork he was filing and smiled.

"HIM invades city hall and holds the mayor hostage, leaving it to me the juggle SWAT teams, the media, and you three. Yeah, it's been a helluva of a night," The Professor said, shaking each girl hands.

Blossom nodded in agreement.

"Hopefully it'll be the last one we'll ever have with him," she said, following the The Professor down the corridor, only to be stopped by two Factory Guards.

"Sorry, Powerpuff Girls Z, Black Ray Asylum staff only," said one of the guards.

The Professor frowned.

"I can assure ya, if anyone's qualified, it's the girls." He said.

The guard sighed.

"Look, we appreciate the assistance, but they'll unsettle the more violent inmates." he explained.

HIM laughed as he was led away in normal handcuffs.

"I think he's talking about you, girls. Don't be a stranger, you're always welcome here! Gotta say, it's good to be back!" he said as he passed the girls and Professor.

Bubbles frowned. Like with her friends something still didn't sit right about this particular capture of HIM...

The Professor seemed to notice how the girls was feeling.

"You okay?" He asked the powerpuffs.

The girls sighed.

"He surrendered almost without a fight...We don't like it." Blossom said as she walked to an observation window, watching HIM get carted off.

The Professor sighed as well. That _did_ seem more than a little suspicious.

"At least he's back where he belongs." He said, joining the girls at the window.

Down in the Intensive Treatment Holding Cells, HIM seemingly tripped and fell down.

"Come on, get up!" snarled the guard who was escorting HIM.

HIM glanced at the Guard, before elbowing him in the chest, bringing him to his knees, and thus allowing HIM to get behind him and begin choking the poor Guard with the chain of his handcuffs.

"Oh no!" Bubbles shouted.

"HIM's loose!" Buttercup added.

"Professor, alert the Warden!" Blossom said as she tried to break through the window.

HIM, meanwhile, found great amusement in watching the doctor fiddle around with the keys in order to save the Guard.

"Hurry, we're losing him, Doc!" laughed HIM as the doctor freed the Guard, who was already dead.

HIM then kicked the doctor in the face, before leaning close to the Guard.

"The choke's on you," he whispered, before turning to face one of the cameras. "Honey, I'm home!"

 _"Come on in,"_ said a female voice over the intercom, just before a nearby force field deactivated.

As HIM ran up to the open doorway, the girls broke through the window. The devilish god-like turned to face the powerpuffs.

"Welcome to the madhouse, Powerpuff Girls Z! I set a trap, and you sprang it gloriously! Now, what say we get this party started?" HIM said, smiley evilly.

With that, HIM made his escape as a small squad of his monsters surrounded the Powerpuff Girls Z. The force field also reactivated, preventing the girls from following the self-proclaimed "Reigning King of the world."

 _'Should've known it was a trap.'_ Blossom as the goon squad made its way toward her and her friends.

Without even a moment's hesitation, the goons began to attack the girls. As the powerpuffs fought off their attackers, HIM appeared on the monitors.

 _"Ladies and monsters, I apologize for this interruption in your regularly scheduled... entertainment, I suppose one could call it,"_ HIM said as Buttercup bashed two thugs heads together, rendering them unconscious.

 _"Up until just a few minutes ago, I was going to simply kill everyone in the room, and then go to a tropical resort,"_ As the lunatic said this Bubbles slammed a thug into a wall and knocked him out. One thug tried to surprise Blossom from behind, but she lifted up one hand and knocked out the thug. _"But, then... well, you all know how much I love a captive audience."_

No sooner had HIM finished his speech than did the girls finish of the last of HIM's monsters.

HIM scoffed.

 _"I'm just warming you up, Girls! Fresh from New Townville Prison, with a combined sentence of 732 years, it's... ding ding ding ding! Round 2! FIGHT!"_ yelled HIM.

As HIM finished speaking, a second group of thugs appeared, this one containing a few humans, appeared.

"For HIM!" yelled one of the thugs, right before Blossom nailed him with her Yo-yo.

A few minutes later, the Powerpuff Girls Z decked the last of their foes, sending him crumpling to the ground.

"And ding-a-ling goes the final bell, HIM!" Buttercup smirk.

The Professor then appeared on the monitors.

 _"We're stuck in here! That lunatic in full control of the security gates!"_ He said.

"We'll find him," Blossom said.

HIM's image then appeared in place of Professor's.

 _"Hate to break it to ya, Girls, but I'm in control of the Black Rays Asylum now! You're not going anywhere I don't want you to."_ HIM said.

"Say what?!" Buttercup ask angrily.

 _"Point is, I'm the laser pointer, you're the kitty trying to catch the dot. Got it?"_ HIM told them.

"If you think we're going to let you run-" Blossom snarled.

 _"Blah, blah, blah, always with the hero-speak! I'm getting bored watching you! Why don't you just come find me?"_ HIM asked.

With that not only did Professor's image reappear, but the force field leading out deactivated.

 _"You know it's a trap?"_ The Professor said.

"Yep," Blossom, before she and her friends started sprinting down the hallway after HIM.

* * *

Ok, first try at the Batman Arkham Game. I went with Powerpuff Girls Z, since I went to try using them again. I know HIM is nothing like The Joker, but think about HIM dress like a jester in Powerpuff Girls Z, so might as well. If I was to use the USA Powerpuff Girls, then Mojo Jojo would been the main villain. Most of the villains will be made up and some might be the girls enemies. I also hit some writer blocks with my other stories. I'll do them once I have a something to work with.


	2. Malpractice Needs More Practice

_'Everywhere that monster goes, death is sure to follow.'_ Blossom thought as she hustled down the hallway, with her friends, all while Warden Sharp babbled on about medications and a female computer voice told of breakouts all throughout the Factory. The only things that impeded her progress by a gang of razor-sharp mechanical teeth, all of which were swiftly disposed of with a few quick of her Bow-Rangs, and a couple of HIM's monsters who were dumb enough to try to face them without any weapons to speak of.

As the girls reached a split in the path, they heard a voice call out call out to them.

"Hey, girls! Over here!" yelled a Factory Guard.

The girls approached the guard, who immediately asked what had happened.

"HIM happened. You're lucky to be alive," Buttercup answer him.

"He must've gone this way, but the door's jammed. I'll try to-" said the guard, before a voice on his radio cut him off.

"Is anyone there? If anyone can hear this, we need backup in Pacification! Repeat, we need backup in Pacification!" yelled what was undoubtedly another Factory Guard, panic evident in his voice.

The Guard, that the girls was with, pressed the mic on his radio.

"Hello? If you can hear this, I'm with the Powerpuff Girls Z. Hello?" He said.

"Where's Pacification?" Bubbles asked.

"Back down that way, " said the guard, pointing back down the hallway. "Do you need any help?"

"No. We work better this way." Blossom said.

The other guard's voice returned, even more panicked than before. "Matchstick is free! He's got Kenny in the electrotherapy machine!"

On that note, the girls set out for Pacification, determined to stop Matchstick before anyone was killed.

* * *

As the girls made they way towards Pacification, Blossom activated the comlink that was installed on her belt.

"U.K, you there?" Blossom asked.

"I'm here, girls. What's up?" asked the voice of a young boy.

This was Ken Ultonium, aka U.K. The young boy had been friends with the girls even since they get their powers. He also the one that made most of the new gadgets for the girls.

"HIM's running loose in the Black Ray Asylum. He's already killed some of the guards." Blossom told him.

"What?! Do ya need anything? Is my dad still there?" asked U.K., concern and fear evident in his voice.

"Professor Ultoniom is safe. We'll keep in touch," Blossom said, as she reached the Pacification Chamber, where two guards were trying to get Matchstick, an man with severe mental health issues, to stop electrocuting the Factory Guard that happened to be strapped into the electric chair.

The girls approached one of the guards, who was facing away from her.

"What's happening here?" Blossom asked.

The Factory Guard jumped as he turned to face the Powerpuffs.

"Oh, thank goodness! It's Matchstick, he's got Kenny!" he said.

"We're going to put an end to this," Buttercup said.

"You can't! He'll kill Kenny if he sees anypony get too close!" said the guard.

"He won't see me." Buttercup said.

With that, Buttercup moved past the Guards and proceeded to an overhead observation balcony as Blossom and Bubbles stay with the guards.

"If I see anything that looks even a LITTLE bit like a green, blue, or pink blur, then this guard dies. DO YOU HEAR ME?!" Matchstick shouted as he shocked the guard.

A guard who was up on the balcony with Buttercup turned to face her.

"He's got my buddy. Help him, please," he said.

"Alright, keep him distracted. I need to get behind him," Buttercup said.

The guard nodded as Buttercup thought about what to do.

 _'He'll see me coming from the ground, so I'd better stay above him… but, how?'_ She thought.

No sooner had Buttercup thought this than she remember that she can fly slow enough not to get spotted.

 _'Oh ya, I forgot.'_ Buttercup thought as she smack her forehead.

With a quiet take off, Buttercup floated around until she was right behind where Matchstick was standing.

Without a moment's hesitation, Buttercup drive, and drop kicked Matchstick from behind, knocking him to the ground. Buttercup then grabbed Matchstick's head and slammed it onto the ground, rendering the psychopath unconscious.

The coast clear, the Factory Guards came in.

"Someone get this animal back in his cell," growled one of them.

A split-second later, nearby monitors turned to static, attracting the girls's attention.

"Hello? Is this thing on?" called a familiar female voice.

As the static cleared up, the image of women that has white skin, black snake-like hair, and yellow eyes. She was wearing a purple dress with a yellow corset, brown opera gloves, a red snake necklace, brown tights with yellow trim, and red heels. In her hands was a cane that somehow looked familiar to the girls.

"Oh, hi, girls, It me, Sedusa. How do you like the new take over? Pretty nice, huh? Oh! I just remembered, I got something to show you! Hold on a sec, girls," Sedusa said before she walked off screen.

When she returned, Sedusa had Warden Sharp, who was tied up in a chair with duct tape over his mouth, with her.

"Ta-da! I'm now subbing for the old man! Old Sharpie's never been happier! In case you ain't figured it out, today's HIM's big homecoming and you three are the guests of honor!" She said.

"You have one chance to surrender, Annie." Blossom growled.

"Do not call me that! Now the inmates are running the Black Ray Asylum! Well, technically they're HIM's monsters shipped in from New Townville Jail, but you get the idea. Bye-bye for now!" Sedusa said, before she smashed the camera with the cane.

Nearby, the Factory Guards jumped back in fright as the gate leading out of the Pacification Chamber closed and sealed itself.

"What the-? The door!" cried one of the guards.

"Contact Control! They should be able to open it!" another said.

"Girls, are ya gettin' this?" U.K. asked them.

"U.K, We're here," Bubbles said, activating her comlink, knowing Blossom was is upset over her friend joining HIM side.

"The Asylum just vanished off of the network!" Ken told them.

"HIM's in control of the security system. Sounds like he's isolated it from the grid," Buttercup said.

"That's not all he's done. Police feeds say that lunatic's placed random bombs all over New Townville. Says he'll detonate them if anyone sets foot on Asylum Island."

Blossom, who heard Ken, shook her head as she pointed to a vent that Buttercup started to rip off.

"He's lying through his teeth. It's just a diversion to keep everyone away," She said as Buttercup ripe off the vent.

"How do ya know?" U.K. asked.

"We know him."Blossom said.

With that, the girl proceeded into the vent and make their way through it.

* * *

The girls emerged from the vents just in time to see the door that had been previously jammed open. Both them and the Guard they'd met earlier ran down the hall just in time to see a wall pop up.

"Warning: Decontamination, toxins detected. Warning: Decontamination, area sealed," said a female computer voice as a second wall blocked off the area.

Through the small slit of a window, the Girls and the Guard could see a black powder filling the room, and it was causing both Factory Guards and New Townville Prisoners to to turn into monsters.

"What is that stuff?" asked the guard.

"Black Z Rays. Listen to me, anyone caught in that room is now a monster." Blossom told him.

"Are you going to get in there and help them, Powerpuff Girls Z?" asked the guard.

The only answer the guard got was the sound of Blossom's ascended to an open vent. Swiftly spotting a side vent, Blossom ripped off the cover and made her way along it. As she did so, Blossom realized that HIM was putting in an awful lot of effort into escaping... too much effort.

 _'This can't be just a simple escape attempt. HIM's been planning this.'_ Blossom thought as she kicked off the exit's vent cover and made her way onto a metal platform safely above the gas. There, she noticed that there were several fans dotted throughout the room.

 _"There must be a way to activate them and clear out the gas.'_ Blossom thought as she activated her super sight to help her see through the thick blanket of toxic gas.

After a few minutes of leaping from platform to platform, she found what she was looking for. Only problem was that it was on the other side of the room, within the cloud on Black Z Rays.

 _'Note to self: remember to ask Professor to make us Black Z way suits. But, for now, a well-aimed Bow-Rang ought power up the extractor.'_ Blossom thought.

With help from her Super Sight, Blossom managed to toss a Bow-Rang directly at the control panel, powering up the extractor, which in turn cleared out all the black rays.

"Attention: Decontamination: air purity now at normal levels. Access is now permitted," the computer voice said as the two walls that had previously barred access opened up and her friends join her.

A moment later, the girls heard an all too familiar laugh. Looking down from where they were standing, the girls noticed a green arrow on the floor pointing out of the room.

 _'So, HIM wants me to play cat and mouse...'_ Blossom thought as they jumped off the platform and followed the arrow.

* * *

As the girls followed the arrow they passed by a reception table where a phone rang.

"Yes what seems to be the problem sir and/or ma'am?"

"Y-yes I'd like to hear about my husband. Is Mick Staler okay?"

"Hmm… let me check…. I'm sorry ma'am, but your husband has been turn into an monster. I'll call you back when I get him to talk! Toodles!" HIM's twisted laughter was then heard over the intercom system.

Blossom did nothing, but growl at the sound of the maniac gloating at having one of his black powder turn another innocent guard into one of his monsters.

As the girls moved passed the desk, they discovered more arrows pointing in various directions, including in a circle. But, eventually, they found a large door with a big HIM face on it, along with the words "Boss Door" for some strange reason.

On the other side of it was none other than HIM, who was standing on top of a large containment cell.

"What took you so long?" HIM demanded.

In reply, Blossom tossed a Bow-Rang at HIM, who ducked just in the nick of time.

"There's no escape, HIM! We will find you!" Buttercup snarled.

"Oh, I'm counting on it, just not yet!" HIM said, stomping one of his feet on the cell, causing the door to open.

Out of the cell emerged one of the most ugly creatures girls had ever seen. It looked like it used to be a human, but now it was hideously deformed. Glowing green eyes leered at the girl as the beast grunted and snarled.

"Ooh, he's a big one!" HIM giggled as his monster jumped from its cell to engage the Powerpuff Girls Z.

The girls gazed, well Blossom and Buttercup did, Bubbles back away in fear, at the beast before they. This certainly wasn't going to be easy.

The monster let out a bellowing roar before charging full-on at girls. Thinking fast, Blossom tossed a Bow-Rang at the creature, disorienting it for the split-second the girls needed to jump out of the way. The freak of nature crashed into a nearby wall, which seemed to hurt it.

No doubt angered by this action, the brute turned to face Blossom and growled angrily. It then picked up the body of a dead Factory Guard and threw it like a rag doll at Blossom, who barely got out of the way in time.

That was when the fight came to an abrupt halt. The monster began to clutch its head and chest, stumbling back towards where HIM still stood on the cell, before falling to the ground, dead.

"Well, that was unexpected wasn't it?" HIM said, before shrugging.

"Oh, well. Note to self: need stronger test subjects." He muttered to himself.

HIM then turned his attention to the triumphant Powerpuff Girls Z.

"Since I'm feeling generous, I'll give you this one for free. Knock me off, I dare you. End this before it's too late, pull the plug, stop me once and for all!" he said, spreading his arms out wide.

Blossom pulled out another Bow-Rang and was just about throw it when Bubbles stopped her. Not even putting an end to HIM and his sick games was worth breaking their one and only rule: do not kill.

HIM saw this and laughed.

"You're getting too predictable, Girls!" he said as the cell began to move backwards towards a very big set of doors. "Well, I'd love to stay and chat, but I've got a party to put together. I've got guests flying in from all over the Rainbow Factory! You'll see..."

* * *

That the second chapter. I will have Bubbles do more in the later chapters, right now she a little freak out about being in the Asylum. Blossom's Bow-Rangs are ready her bow, that were built by Ken so her Yo-yo won't get taking away. All three share the super sight and if play any of the Arkham games you know what it base on.


	3. On the Trail

Buttercup growled as the large doors in front of the girls shut tight. It was then that a voice called out to them.

"Quick, get in here! Before more of those things come!"

The Girls looked and saw a battered Factory Guard gesturing to them. As they approached the guard, Buttercup said, "HIM went through that door. What's on the other side?"

"We call it Extreme Isolation. The only way inside is through the transport system," explained the guard.

"Can you open it?" Bubbles asked.

"Sure, I'll just need to call another cell."

As the guard worked on his task, he quickly found that there was a problem.

"Huh. That's weird. The main security loop is locked..." muttered the guard.

 _"Having a little trouble up there?"_ said an all-too-familiar voice.

The girls turned to face a nearby monitor, on which was the smiling form of HIM.

"HIM..." All three girls growled.

 _"You were expecting maybe Mojo Jojo?"_ HIM joke.

"There's no escape, HIM. We will find you," Blossom said.

 _"Silly little girl! I don't want to escape! I'm having way too much fun! I even have you here to help keep a smile on my face!"_ HIM said.

"Not for long." Buttercup growled.

 _"Really? We'll see! Toodles! Oh, before I forget, in case you were thinking about following me, I've arranged a little insurance," HIM_ said, before adjusting the camera to show what was unmistakably a Factory Guard beating the Professor to the ground. _"The Prof is on his way to Sedusa as we speak!"_

Buttercup's fists clenched up. They all recognized that guard.

"Officer Holes?" Bubbles asked in surprise.

HIM laughed.

 _"If I see you trying to follow me, he dies! Sedusa's_ _really looking forward to it! Maybe I'll film it and post it on the internet!"_ HIM said, before he started to laugh his head off and the feed ended.

The guard sighed. "Sorry, Girls. The main security loop is locked. The best I can do is open the door you came in," he said.

They nodded. Finding HIM and beating him senseless didn't matter right now. They needed to save the Professor.

 _'We should go back to the Holding Cells. Holes wasn't too bright. He'll have left a clue.'_ Blossom thought.

As they ran through the door, they was contacted by Ken.

 _"Girls! What's happening?"_ U.K. asked.

"U.K., HIM escaped. He's sealed himself off. He's got your father," said Bubbles told him.

 _"Dad! If I weren't stuck in this here lab, I'll be heading over to the Asylum right now!"_ U.K. said.

"We're gonna get him back." Blossom said.

 _"I know, but-"_

"U.K., We're getting her back. HIM will not win. We won't let him. We're starting where he was taken. A guard named Charlie Holes attacked him. If we find Holes, we'll find your father."

 _"Okay... Momoko, Miyako, Kaoru, hurry, please."_

As the girls ran down the hallways back towards where HIM broke loose, the god-like creature himself appeared on the monitors.

 _"I bet you're wondering how I did it! Was it a clue that the Powerpuff Girls Z missed?"_ HIM said, laughing as the girls ran into a couple of his thugs.

HIM continued as Buttercup bashed one of the thugs' heads in. _"Oh, me and Charlie go way back. I got him out of a spot of... bother a few years ago. So, when I need security codes or a police commissioner clubbed to the ground, I know just the man to ask."_

Just as HIM finished speaking, Buttercup broke the arm of the second and last thug. Their foes beaten, the girls made it to the room where the Professor had been captured.

"U.K., We're at the Holding Cells, and We're setting up a crime scene," Blossom said.

 _"So, what's the plan? Isolate something in that room unique to Holes?"_ Ken asked.

"Exactly," Blossom said as all three girls booted up their super sight and scanned the room.

Moments later, Blossom found something: an empty flask of bourbon.

 _'Sloppy. This should lead me right to Holes',_ Blossom thought as she used her comlink to calibrate her scanner to trace the alcohol from the air.

"U.K., We've got a trail," Blossom said as her comlink finished calibrating.

 _"That's great! You follow it. I'm pulling up every reference to the Black Ray Asylum I can find. It might be useful later."_ U.K . said.

* * *

As the girls followed the whiskey trail, they came to the Secure Transit elevator, where a guard was trying to get the elevator to open.

"Stupid- unreliable- " growled the guard, before he turned to face the girls. "How did HIM get free?"

"Be quiet," Buttercup told him.

The trail was leading directly upwards, indicating that they'd taken the elevator. But, before the girls could do anything, Sedusa came down, landing smoothly on the pulley system.

"Nuh uh uh, Girls! HIM doesn't want you following us just yet!" She said, before she pressed the button on what was unmistakably a detonator.

Up above, a bomb exploded, sending the stuck elevator plummeting down towards the girls and the unsuspecting guard, while Sedusa got a breakneck ride upwards and onward..

"Look out!" yelled Bubbles, pushing the guard out of the way of the falling elevator. She herself barely got out of the way in time. A piece of shrapnel left a slash in Bubbles suit, leaving the flesh just above her chest exposed.

As the dust cleared, Sedusa's voice rang out.

 _"How do you like that, girls? Now you're trapped down there until me and HIM are ready for you! Ha ha ha!"_

As the girls got up and looked around, they saw that the elevator was totaled.

 _If they took Professor up to the surface in the elevator, then we're going to have to do this the old fashioned way,_ Blossom thought and all three started ascend to the top of the elevator shaft.

As flew climbed upwards, HIM's voice rang out over the loudspeakers.

 _"Hey, GIRLS! I know you can hear me with those big ears of yours. I've got a little something to show you! Sedusa and Charlie are nearly out of the building with the the prof. But, how, oh, how are they going to get past all those guards? Let's have ourselves a little listen, shall we?"_

Moments later, an unfamiliar voice came on over the loudspeakers.

 _"Hey, Holes, where you've been?"_ asked what the girls suspected was an unsuspecting asylum guard.

 _"What're you all standing around here for? HIM's got more soldiers on the way! Come on, everypony cover the main entrance! Damn it, come on!"_ said the falsely panicked voice of Officer Holes.

 _"How many are there, Holes? Hold on a sec, how'd you know-?"_

What followed later was a series of gunfire and cries for help. When everything got quiet again, Holes' voice came back on.

 _"Sedusa, it's clear! Get your ass in here!"_ called Holes.

Sedusa's voice then came over the loudspeakers. _"You're a real piece of work, Charlie. A girl could fall for a man like you,"_ she said.

 _"Stop flirting with the hired help, Sedusa!"_ yelled Discord.

 _"Don't worry, sweetie! You know I only have eyes for one person!"_ Sedusa replied.

 _"Well, I don't know about you, Girls, but I think Charlie's working out just fine! Another valuable employee for the organization,"_ HIM said, before he giggled once again.

As the girls continued their ascent, something caught her eye: a strange symbol with bizarre markings around it.

"Odd… what's that doing here?" Blossom asked as they approached the symbol, scanning it with their eyes.

Much to the Powerpuff's surprise, the scribbles began to form some kind of message, which Blossom began to read aloud.

 _"'I am the spirit of Black Ray. Through my actions, I have saved this accursed city, though my own curse is to forever remain in the shadows. My story is carved into the very soul of the Black Ray Asylum, and will only be revealed to those dedicated enough to discover it,'"_ Blossom read aloud.

The girls was quite intrigued, but that didn't matter right now. They needed to find the Professor.

As the girls neared the end of her climb, they caught sight of four of HIM's monsters, who were standing over the body of yet another asylum guard.

"The guards didn't put up much of a fight," one of the monsters commented.

"HIM was right! This is easy! Bring it on!" said another monster.

"Careful what you wish for," Buttercup said as she and her friends flew up onto the platform the goons were on.

"It's the freaks!" yelled one of the monsters, before he and his friends ran at the girls.

Not even five minutes later, there were four unconscious HIM Followers with various broken bones lying on the ground.

 _"Powerpuff Girls Z! How's it going? Any sign of my dad?"_ Ken asked over the comlink.

"Not yet, but we're getting close. Sedusa slowed us down. She dropped an elevator on us," Blossom said.

 _"Did it work?"_ U.K. asked.

All three girls giggles.

"Of course not. We'll keep following the trail and let you know when we find your father," Buttercup said.

With that, the girls tried to proceed through the door leading onward, only to find it locked. Luckily, there was a conveniently placed vent. Ripping the cover off, the girls entered the vent. As they made their way along, the Powerpuff's heard what sounded like gunshots. When they reached the end of the vent, they had no choice, but to watch as armed HIM Followers advanced on an injured guard.

"Please! You don't have to do this! I have a Kid!" the guard whimpered.

"You're right. I don't have to do anything," said one of the followers, before pumping the guard's guts full of lead. "I just _want_ to."

The goon turned to face his comrades. "Alright, you guys know what to do. Anything moves, shoot it!"

Blossom activated her comlink as Buttercup try to comfort Bubbles.

"U.K., it looks like HIM's monsters have taken control of the cell transfer corridor." She said as she carefully removed the vent cover.

 _"That's not good. I've patched into the guards' radio feed. It looks like HIM's goons got themselves some firepower."_ U.K. said.

Blossom frowned. If only she'd had that disarm power she'd acquired a few years back. And the Shock Gloves. And all the other nifty toys she'd and the girls gotten that Christmas Eve. But, for now, she'd have to simply adjust her super vision mode to isolate armed monster. Once that was done, the girls flew a stone gargoyle onto a platform directly over the HIM Followers' heads.

"So... are The Powerpuff Girls Z really coming this way?" one of the monsters asked.

Another scoffed. "Who cares? If they sticks their skirt-wearing head in here, they're dead!" he said.

No sooner had the Follower said this than did Blossom put the goon in a sleeper hold, rendering the monster unconscious, as Buttercup and Bubbles quickly did the same to the other two thugs.

With all three thugs knocked out, the girls quickly discovered that the bulkhead door leading onward had been blocked off. Looking around, the girls noticed that a side door was open. As they made her way up a short flight of stairs, the girls heard voices.

"The guys are just finishing up now, boss. Those asylum chumps never stood a chance," said what had to be a HIM Follower.

 _"Good! Our friendly super power girls is on their way there. You'll need to set a trap! A good one, mind you. I'd really hate to have to punish your family just to teach you a lesson,"_ HIM told.

"But, boss!" protested the goon.

 _"But nothing! You do as I-"_ HIM said, before the monster he was talking to found himself in a sleeper hold. _"Oh, look who it is! Are your big ears burning? Well, I suppose I'd better tell my boys you're on the way... hey, maybe I won't ! It'll make a nice surprise!"_

Buttercup scowled as she ripped off a nearby vent cover. As the girls made their way through the vent, they heard HIM's voice again.

 _"Hey, kiddies! It's your Uncle HIM here with a quick update on what's new in the Black Ray Asylum! I have just been informed that we have three escaped patients! Apparently, these patients seems to enjoy leaving perfectly good monsters with multiple broken bones miles from the nearest emergency room. They must be stopped, before they gets someone hurt!"_ HIM said, before he giggled.

Buttercup growled as they finally found the exit vent and kicked it open quietly as they was above ground a good distance and there were thugs nearby. Buttercup softly landed behind one and smothered him to submission. Quietly moving along, Bubbles did the same to another thug before Blossom shot to a nearby gargoyle. Looking down she saw that a thug was all by himself and soon she took flight. Knocking him down and then punching him in… best left to the imagination, but the point is he wasn't getting back up.

HIM's voice once again rang out over the loudspeakers. _"Did you really think it was going to be that easy? I've sent a few more of my boys your way. Let's see how you deal with these odds!"_

At that moment, the Powerpuff's heard a voice call out, "HIM wants Powerpuff Girls Z found! Spread out!"

 _'Damn!'_ Al three girls thought, quickly ascend to nearby gargoyle before the goons saw them.

As the thugs moved about below them, the girls activated their super sight. After waiting patiently for a moment, Bubbles finally managed to spot a HIM Follower on his own, and luckily enough, directly in front of her perch. Jumping off, Bubbles flew quietly and kicked the goon, knocking him down before slamming his head into the ground, knocking the lowlife out cold, before flying up to different gargoyle.

It wasn't long, however, before another one of HIM's minions found the unconscious body, and called out to the other guy.

"Come on! Wake up!" hissed the goon, before he found himself in a sleeper hold, courtesy of Buttercup.

The last thug was also rendered unconscious by the Blossom, and HIM wasn't too happy about it.

 _"How could you? They were just like family! Boo hoo hoo hoo heh ha ha ha ha!"_ the monster laughed.

As the girls made their way to the exit, they saw that a gurney was placed in front of the door, and strapped to it was none other than Holes himself, dead as a doornail.

 _'Well, guess that trail ends here',_ Buttercup thought, before a loud crackling sound echoed through their comm's channel.

 _"Can you hear me, Powerpuff Girls Z? I know you can. It is I, Dan Mike, the Puzzler, and more importantly, your intellectual superior. My genius has allowed me to hack into your primitive communications,"_ boasted The Puzzler as Blossom tried to pinpoint his location, but with no success. _"My goal is simple: you complete a series of amusingly taxing challenges, and... well, you'll see. Are you ready for your first one?"_

"Fine, whatever, just make it quick. We have more important things to do than play games with you, Dan," Buttercup grumbled.

 _"Good! But, I'd be careful. Don't CUT yourself on this SHARPLY observed portrait,"_ Dan said.

After looking around for a moment, the girls saw a painting of Warden Sharp, and scanned it.

"Well done! I would've expected a mere child to work that one out, let alone the World's Super Power Trio," Dan said.

Buttercup was just about to say something when a nearby door opened and a guard called out to them. As they approached him, the guard explained what had happened.

"It was a massacre. Holes came in and started shouting about HIM's army coming through the main gate," he said.

"Was Holes alone?" Blossom asked.

"Thought he was. But, then I saw Sedusa standing behind him. She was surrounded by New Townville Prisoners. They were just killing everyone in the room. I had no choice, I grabbed Nick in here and blocked the door... but, I could see everything on the security feed," said the guard.

"Holes is dead. It looks like they carried on without him. He must've outlived his usefulness." Buttercup said.

"Good! He was scum."

As the guard attended to his fallen comrade, the girls moved past him and into the hallway. But, she didn't get too far when...

 _"You know, I've always said that news reporters were bloodsuckers,"_ Dan said over the comm's.

Not even a moment later, a nearby radio began making a news report. _"We interrupt our regular program to bring you an update on the situation on Asylum Island. Here's Vlad Jack with the story,"_ said the news anchor.

 _"This is Vlad Jack, reporting live from the New Townville bay. The Black Ray Asylum remains under lock-down, as inmates from New Townville Prison are running unchecked throughout the entire facility. Just six minutes ago, we received this taped message,"_ said a young man with an east coast accent.

 _"Greetings, New Townville! This is the voice of your new master! Oh, damn, I skipped a bit... let's see here... ah! Here we are!"_ HIM said, before he cleared his throat. _"Greetings, New Townville! HIM here! I've taken control of the Black Ray Asylum, and you can all consider the island out of bounds! If I see so much as a twinkle from a lawman's badge or hear a swish of some tight-wearing do-gooder's skirt, I'll start detonating random bombs all around New Townville. Unfortunately, I don't exactly remember where I left them. A billionaire's mansion? The house of a political figure? Who knows?!"_

Vlad Jack returned as the girls scanned the radio. _"The police have restricted all access to the Black Ray Asylum, and early reports suggest that the Powerpuff Girls Z themselves is trapped on the island. More on this story as it develops,"_

But, by the time the report finished, the girls had already left the room, and was already crawling through a vent shaft leading out of the Intensive Treatment building.

* * *

Up next a little exploring outside the Asylum and saving a few doctors and Bubbles living a nightmare? Please R&R.


End file.
